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DuPont’s Performance Chemicals Spinoff: A Bad Deal for Stakeholders, Victims, Employees, and the Environment A Keep Your Promises DuPont Briefing June 9, 2015 1

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Chemours, DuPont’s proposed spinoff, will be saddled with massive debt and have exposure to billions of dollars in lawsuits and remediation obligations before they even open their doors.Find out more from our important briefing.The information contained in this document is for discussion purposes only. The Action Network Fund makes no representations about the accuracy, reliability, completeness, or timeliness of the information contained in this document, and The Action Network Fund expressly disclaims any liability relating to such information (or any inaccuracies or omissions therein).This document includes forward-looking statements, estimates, projections and opinions prepared with respect to, among other things, certain legal and regulatory issues DuPont faces and the potential impact of those issues on its future business, financial condition and results of operations. Such statements, estimates, projections and opinions may prove to be substantially inaccurate and are inherently subject to significant risks and uncertainties beyond The Action Network Fund’s control.The Action Network Fund does not undertake any obligation to update, modify, revise or reorganize the information contained in this document, or to notify you or any third party should any such information be updated, modified, revised or reorganized.In light of the foregoing, shareholders and others should conduct their own independent investigation and analysis of the matters discussed in this document before taking or refraining from taking any action in respect of DuPont or any other company.

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  • DuPonts Performance Chemicals Spinoff:

    A Bad Deal for Stakeholders, Victims, Employees, and the

    Environment A Keep Your Promises DuPont Briefing

    June 9, 2015

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  • Disclaimer

    The information contained in this document is for discussion purposes only. The Action Network Fund makes no representations about the accuracy, reliability, completeness, or timeliness of the information contained in this document, and The Action Network Fund expressly disclaims any liability relating to such information (or any inaccuracies or omissions therein).

    This document includes forward-looking statements, estimates, projections and opinions prepared with respect to, among other things, certain legal and regulatory issues DuPont faces and the potential impact of those issues on its future business, financial condition and results of operations. Such statements, estimates, projections and opinions may prove to be substantially inaccurate and are inherently subject to significant risks and uncertainties beyond The Action Network Funds control.

    The Action Network Fund does not undertake any obligation to update, modify, revise or reorganize the information contained in this document, or to notify you or any third party should any such information be updated, modified, revised or reorganized.

    In light of the foregoing, shareholders and others should conduct their own independent investigation and analysis of the matters discussed in this document before taking or refraining from taking any action in respect of DuPont or any other company.

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  • Introduction

    u Keep Your Promises is a community organization dedicated to holding DuPont to the promises made to mid-Ohio Valley communities resulting from DuPonts contamination of the air and drinking water with the chemical C-8.

    u Speakers:

    u Robert Masciola, Advisor, Keep Your Promises

    u Ken Cook, Founder, Environmental Working Group

    u Dr. Paul Brooks, Advisor, Keep Your Promises

    u Bill Wolfe, Founder, NJ Public Employees for Environmental Responsibility

    u Moderator:

    u Douglas Land, Chair, Action Network Fund

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  • Chemours: A Bad Deal

    u Chemours, DuPonts proposed spinoff, will be saddled with massive debt and have exposure to billions of dollars in lawsuits and remediation obligations before they even open their doors.

    u The proposed spinoff has years of declining profitability and cash flow.

    u 3,500 lawsuits have been filed in relation to C-8 contamination, including 32 that allege wrongful death, as of March 31, 2015. Because it believes losses associated with these lawsuits, cannot be reasonably estimated, Chemours has made no accrual or reserve for payment to these victims.

    u Jury verdicts and settlements for other cases involving similar medical conditions regularly result in multi-million dollar payouts, yet Chemours ignores this risk on its Balance Sheet.

    u In addition to this PFOA litigation risk, Chemours is taking on the obligation to remediate more than 90 of DuPonts hazardous waste sites.

    u Moodys has assigned speculative ratings to the Chemours Company, and its recent Bond Offering warns investors of a substantial credit risk.

    u Chemours, believesit could incur losses that could be materialwith respect to thePFOA matters.

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  • Chemours to Assume DuPont Liabilities

    u The preliminary Separation Agreement between DuPont and Chemours clearly places the burden of significant past, current, and future environmental liabilities with Chemours.

    u Chemours shall use its best efforts to be fully substituted for DuPont with respect to: (i) any order, decree, judgment, agreement or Action with respect to Chemours Assumed Environmental Liabilities (Preliminary Separation Agreement).

    u Liabilities relating to environmental matters will be retained by or transferred to [Chemours] or one of our subsidiaries (SEC Filings, Form 10).

    u Liabilities relating to legal proceedings including with respect to PFOA, will be retained by or transferred to [Chemours] or one of our subsidiaries (SEC Filings, Form 10).

    u DuPont is playing the classic game of pass the trash except this time lives are at stake. The spinoff is a great idea for DuPonts management and board, and a terrible idea for other parties involved.

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  • u As of March 31, 2015, DuPonts total accrual for environmental remediation activities was $482 million.

    u The company states that potential environmental liabilities could be close to $1.6 billion (a conservative estimate).

    u DuPont estimates its potential liabilities could be three times greater than their accrual for those liabilities, before including any estimate for PFOA litigation exposure.

    u A majority of DuPonts remediation liabilities will be passed off to Chemours, a company that will have only a quarter of its revenue.

    u Chemours recognizes, We may have inadequate insurance or cash flow to offset any associated costs. Such outcomes could adversely affect our financial condition and results of operations.

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    Chemours to Assume DuPont Liabilities

  • C-8: A Current and Future Problem u C-8 was not on the radar of independent scientists

    and government regulators until the early 2000s. Today it is seen as one of the chemicalindustrys worst actors with regard to the environment and human health.

    u A recent Environmental Working Group (EWG) report called Poisoned Legacy digs into the problems with C-8 and identifies huge potential liability from the new C-8 replacement chemical. u C-8 is an industrial polymer that does not break down

    in the environment and now contaminates the biospherethe living worldeven in remote regions.

    u The chemical builds up in people and contaminates nearly every American, beginning in the womb. Exposure sources include food, tap water, air, dust and food packaging. C-8 has been linked to a disturbing range of health effects: impaired growth, development, reproduction, as well as cancer and liver function.

    u C-8 has spread to sites, including water bodies, far beyond where it has been used in manufacturing. 7

  • C-8: A Current and Future Problem

    u Few of these next-generation PFCs have been tested for safety, and most of the names, composition and health effects are hidden as trade secrets.

    u EPA does not require safety testing before new chemicals are used in products. If a company conducts studies, it doesnt have to make them public.

    u Studies suggest that short-chain PFCs are more likely to end up in tap water because it is easier to remove long-chain chemicals by water treatment.

    u No liability for this risk has been reported in the materials presented by DuPont or Chemours.

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  • C-8: A Current and Future Problem

    u A group of prominent international scientists published a public warning by way of the Helsingr Statement:

    These replacements will be similarly resistant to ultimate degradation, i.e. persistent, in the environment.

    u The industry will not offer proof that next-generation PFCs are any safer than C-8, and the TSCA lacks the teeth to enforce transparency.

    u It is clear that C-8 and shorter-chain PFCs are dirty business, with a questionable history and a legacy of significant ongoing liabilities.

    u C-8 and its children are the epitome of the kind of chemistry we should not be pursuing.

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  • DuPonts C-8 Promises

    u In the 2005 settlement, DuPont agreed to:

    u DuPont committed to accept the findings of an Independent Science Panel, which identified 6 diseases with probable links to C-8 exposure.

    1. Pregnancy-induced hypertension

    2. Kidney cancer

    3. Testicular cancer

    4. Thyroid disease

    5. Ulcerative colitis

    6. Diagnosed high cholesterol

    Compensate the people who have a Probable Linked Disease due to C-8.

    1. Fund and effectively administer the medical monitoring of people in the community.

    2. Compensate people who get sick due to C-8 in the future.

    3. Treat the drinking water of the affected water districts.

    4.

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  • DuPonts Broken C-8 Promises

    u Ten years later, DuPont has failed to fulfill its promises.

    u 3,500 people who have diseases linked to C-8 have not been compensated.

    u The judge has ruled that if, a Leach class membersuffer[s] or suffered from a Linked Disease, the Probable Link Finding is applicable to themthe individual plaintiffs are not required to come forward with evidence proving that their individual dosage of C-8 is sufficient to permit the Probable Link Finding be applied to them.

    u DuPont continues to use the courts to evade their obligations, despite this Order.

    DuPont denies the allegations in these lawsuits and is defending itself vigorously.

    (SEC Filing, Form 10)

    u DuPont has failed to carry out an effective Medical Monitoring Program.

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  • Medical Monitoring: A Failed Program

    u DuPont was ordered to create a $235 million Medical Monitoring Fund.

    u DuPont has failed in its outreach to impacted residents, spending less than $100,000 in outreach to the residents they have exposed to C-8.

    u Only 6,483 registrations have been received and only $322,000 has been approved for payment, as of May 18, 2015.

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    u This is just 0.14% of the $235 million fund.

    u Without proper monitoring, over 100,000 residents are at substantial increased risk of medical conditions for which early screening and detection were guaranteed.

    Over 100,000 Residents at Risk

  • Medical Monitoring: A Failed Program

    u We do not believe that the low program participation rates are a coincidence.

    u Feinberg Rozen, LLP, the programs court-appointed administrator, has been paid over ten million dollars while failing to effectively administer the program.

    u Low participation rates fail to qualify the administration of the Medical Monitoring program as effective.

    u Citizens who have been exposed to C-8 need and deserve the proper medical care DuPont promised in the Leach Settlement.

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  • Future Cleanup Liabilities

    u Pompton Lakes, NJ u Potential liabilities for remediation activities: $116 million, which DuPont admits could

    have a negative impact on the companys liquidity.

    u In 2014, DuPont reported it had spent $215 million on remedial measures and investigative activities with significant risk of future exposure.

    u Status of Cleanup u DuPont demolished buildings, cleaned up portions of the site and installed a groundwater

    treatment system. According to EPA, DuPont spent $214 million on this partial cleanup.

    u The groundwater treatment system has not been effective, and groundwater remains polluted and exceeds State groundwater standards. EPA is about to issue an approval of a DuPont pilot "bio-remediation" study to cleanup groundwater, and the EPA recently approved a DuPont cleanup plan.

    u Due to contamination of fish and wildlife, the US Fish and Wildlife Service is engaged in a Natural Resource Damage Assessment to require DuPont to compensate the public and restore damaged natural resources.

    u All 450 homes have not had vapor intrusion systems; DuPont is responsible for installing these systems. There is unknown liability for damage to human health from vapor intrusion into at least 450 homes.

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  • 96 Sites with Future Cleanup Liabilities

    u Other sites in New Jersey include:

    u Chambers Works: 1,455-acre manufacturing complex, bordered by residential and recreational areas, and the Delaware River.

    u Repauno: 1,900-acre manufacturing plant of products including dynamite, acids, nitrobenzene and other compounds.

    u Parlin: 220-acre chemical manufacturing plant which produced Teflon, photographic films, automotive paints, adhesives, and other specialty compounds.

    u DuPont has over 90 other unresolved hazardous waste sites like these, which will be transferred to Chemours.

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  • Next Steps

    u The facts we have uncovered show that there has not been nearly enough regulatory scrutiny related to DuPont and its proposed spinoff.

    u The Form 10 for the proposed spinoff woefully understates the extent of such potential liabilities.

    u Keep Your Promises and the Environmental Working Group urge the SEC, EPA, and state regulatory agencies to take a closer look at the adequacy of this disclosure and the potential effect of the transaction on all stakeholders.

    u We are requesting that DuPont release all studies associated with PFOA exposure and its complete inventory and analysis of its hazardous waste locations.

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  • Contact Information: Jeffrey Dugas, Keep Your Promises Campaign

    [email protected]

    www.actionnetwork.org

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